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Terms and Conditions

Terms and Conditions

These are the Standard Terms and Conditions of ECS Enterprises Limited trading as Direct Fabrics which provides made to measure soft furnishings, bedding and other ready made products for accommodation, offices, learning institutions and the like.

Any Specific Terms and Conditions relating to specific Contracts will be communicated by the Seller to the Customer at the time of quotation and will take precedence over these Standard Terms and Conditions.

Interpretation

In these Terms and Conditions

 

Customer means the person who accepts a quotation of the Seller for the sale of the Goods or whose order for the Goods is accepted by the Seller.

 

Goods means the goods (including any instalment of the goods or any parts of them) which the Seller is to supply according to these Conditions.

 

Seller means ECS Enterprises Limited trading as Direct Fabrics.

 

Conditions means the standard terms and conditions of sale set out in this document and includes any special terms and conditions agreed in writing between the Customer and the Seller.

 

Contract means the contract for the purchase and sale of the Goods.

 

Writing includes facsimile transmission electronic mail and comparable means of communication.

 

Validity of quotations:

Quotations are valid for 4 weeks. The price quoted is based on the entire project being accepted by the

Customer as quoted. In the event of any change to the scope or planned implementation Seller will

need to provide a revised quotation.

 

Agreement to Terms:          

Acceptance of quotations and any change in Terms and Conditions are to be confirmed in Writing.

 

Normal Lead Time:

 

Soft furnishings

Approximately 2 – 4 weeks from receipt of written order subject to fabric availability and manufacturing capacity.

Bed Products

Approximately 3 – 5 days from receipt of written order – subject to availability.

Ready Made Products

Approximately 3 – 5 days from receipt of written order – subject to availability.

Furnishing Manufacture:

Products will be made to the specification detailed in the quotation / invoice.

 

 

Flame Retardancy:

Certification will be provided by the Seller at the request of the Customer.

 

Made to measure curtains:

Fullness:  

Curtains are made with 100% fullness unless otherwise specified.

Fitting: 

Where agreed fitting will be conducted by Direct Fabrics. If the site is not ready on the pre-arranged fitting date, extra charges for a   revisit may be incurred.

 

Delivery & Fitting:

Any dates quoted for delivery or fitting of Goods are approximate only and the Seller shall not be liable for any delay in delivery or fitting of the Goods howsoever caused. Time for delivery shall not be the essence unless previously agreed by the Seller in writing. The Goods may be delivered by the Seller in advance of the quoted delivery date upon giving reasonable notice to the Customer.

 

Damages:

If Goods received by the Customer are damaged the Customer is to call the Seller immediately on

03301118995 and the problem will be attended to as soon as possible. The Customer

is requested not to ask delivery carriers to arrange exchanges without emailing or calling the Seller. In

any event, the Customer should take a photograph of the damage and report this to the Seller

within 24 hours after delivery.

 

Payment:

Payment in full is due at the time the order is placed.

 

Any other payment terms will only be valid if the due date(s) for payment are specified and are confirmed in writing by the Seller to the Customer at the time the order is placed.

 

If the Customer fails to make any payment on the due date then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to charge the Customer interest (both before and after any judgment) on the amount unpaid, at the rate of 5 percentage points above Bank of England base rate until payment in full is made (such interest to be due on daily basis).

 

 

Cancellation:

No order placed by the Customer which has been accepted by the Seller may be cancelled by the

Customer except with the agreement in writing of the Seller and on terms that the Customer shall

indemnify the Seller in full against all loss (including loss of profit), costs (including the cost of all

labour and materials used), damages, charges and expenses incurred by the Seller as a result of

cancellation.

 

ECS Enterprises holds the right to cancel the supply of goods if they are unable to offer the full service required. This includes inaccurate client measurements, stock non-availability and ability to arrange date of fitting. A full refund will be given less any check measuring costs which are non-refundable, Measurements will be supplied to client in this instance. Cancellation will be made if clients’ measurements are significantly different to those provided by the Customer before check measure and client is not in agreement to proceed.

 

 

Title of Goods:

Whilst the risk in the Goods passes to the Customer on delivery to the Customer’s premises the title of

Goods remain the property of the Seller until full payment has been received and cleared on all

outstanding invoices. The Seller reserves the right, at any time, to repossess any Goods for which full

payment has not been received. Until title passes, the Customer will hold the Goods upon trust as

Bailee for the Seller, keeping the Goods separate from all other products and label them so they can at

all times be identified as the property of the Seller

 

 

Force Majeure:

The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply and the Seller shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as the Seller considers unreasonable, it may without liability on its part, terminate the contract or any part of it.

 

Warranties and Liability:

The Seller shall be under no liability

  • in respect of any defect in the Goods arising from any drawing, design or specification supplied by the Customer;
  • in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Seller’s instructions (whether oral or in writing) misuse or alteration or repair of the Goods without the Seller’s approval.

 

The Seller shall not be liable to the Customer for any defect in parts, materials or equipment not manufactured by the Seller. In such cases the Customer shall be entitled to the benefit of any such warranty or guarantee as is provided by the manufacturer.

 

Except in respect of death or personal injury caused by the Seller’s negligence, the Seller shall not be liable to the Customer by the reason of any representation, or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any consequential loss or damage (whether for loss of profit or otherwise) costs expenses or other claims for consequential compensation whatsoever (and whether caused by the negligence of the Seller, its employees or agent or otherwise) which arise out of or in connection with the supply of Goods or their use or resale by the Customer, except as expressly provided in these Conditions.

 

Insolvency clause: 

If the Customer;

  • makes any voluntary arrangement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction) ;
  • or an encumbrance takes possession, or receiver is appointed, of any of the property or assets of the Customer;
  • or the Customer ceases, or threatens to cease, to carry on business;
  • or the Seller reasonably apprehends that any of the events mentioned above is about to occur in relation to the Customer and notifies the Customer accordingly, the Seller shall be entitled to cancel the Contract or suspend any further deliveries under the Contracts without liability to the Customer.
  • If the Goods have been delivered but payment in full has not been received by the Seller, the full price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.

Applicable law:                    

The Contract shall be governed by the laws of England

 

Version October 2016

ECS Enterprises Ltd t/a Direct Fabrics

27 Station Road, Backwell, North Somerset, BS483NW

Tel: 03301118995 Email: sales@direct-fabrics.co.uk

Company Registration No – 08543363 / VAT Number GB 181903107 

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